Terms of Use

Noonlight,Inc. (“Noonlight,” “we,” or “us”), is a provider of personal safety, emergency response technology and related services. This page explains the terms by which you may use our free and premium subscription services, including the in-app alarm button, Automatic Crash Response, other integrated or connected monitoring and response features, website, mobile and wearable app, and software provided through our partner relationships or in connection with the service (collectively the “Service”). By accessing or using the Service, you signify that you have read, understood, and agree to be bound by this Terms of Use Agreement (“Agreement”) and to the collection and use of your information as set forth in the Noonlight Privacy Policy, whether or not you are a registered user of our Service. This Agreement applies to all visitors, users, and others who access or use the Service (“Users”).

You must accept these Terms to create a Noonlight account and to access or use the Service. If you do not have an account, you accept these Terms by using any part of the Service. If you do not accept these terms, do not create an account or use the Service.

1. READ OUR PRIVACY POLICY

For information about our data practices, please see our Privacy Policy. By accessing or using the Service, you agree that we can collect and use your information in accordance with the Privacy Policy.

2. USE OF THE SERVICE

Persons under the age of 13, or any higher minimum age in the jurisdiction where that person resides, are not permitted to access or use the Service unless their parent has consented in accordance with applicable law. Additionally, you cannot access or use the Service if you are barred from receiving services under applicable law or have previously been suspended or removed from the Service.

You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system,including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Service in a manner that sends more request messages to the Noonlightservers than a human can reasonably produce in the same period of time by using a conventional on-line web browser or device; (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Service; (vii) collecting or harvesting any personally identifiable information, including account names, from the Service; (viii) using the Service for any commercial solicitation purposes; (ix)impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Service; (xi) accessing any content on the Service through any technology or means other than those provided or authorized by the Service; or (xii) bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein.

Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Service for your personal, noncommercial use only and as permitted by the features of the Service. Noonlight reserves all rights not expressly granted herein in the Service and the Noonlight Content (as defined below). Noonlight may terminate this license at any time for any reason or no reason.

3. CREATING AN ACCOUNT

Full use of the Service requires that you create an account by providing us with information such as your name, unique username, email address, mailing address, telephone number, other contact and demographic information, password, phone number, and payment information. You may elect to provide us certain additional information. You are responsible for all activity that occurs in association with your account. Noonlight is not liable for any loss or damages caused by your failure to maintain the confidentiality of your account credentials. Please contact us at the support section of Noonlight.com if you discover or suspect any security breach related to the Service or your account.

4. SERVICE AVAILABILITY AND OUR RIGHT TO TERMINATE

We may, without prior notice and at our sole discretion, change the Service; stop providing the Service or features of the Service, to you or to Users generally; or create usage limits for the Service. Notwithstanding the foregoing, solely as it relates to premium safety features, Noonlight will endeavor to take reasonable steps to notify Users prior to discontinuing. We may permanently or temporarily terminate or suspend your access to the Service without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement. You are responsible for all the mobile data usage resulting from the use of Service. Consult your mobile operator concerning your plan, data rate charges and limits.

5. WHAT YOU CAN DO ON THE SERVICE

The Service is intended for your personal, non-commercial use.

Noonlight grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to (1) access and use the Service, (2) access and view the Noonlight Content, and (3) access and use the software and mobile applications (the “Software”) provided by the Service. This license is provided solely for your personal, non-commercial use and enjoyment of the Service as permitted in these Terms.

You will not use, sublicense, copy, adapt, modify, translate, disclose, prepare derivative works based upon, distribute, license, sell, rent, lease, assign, transfer, publicly display, publicly perform, transmit, broadcast, or otherwise exploit the Noonlight Content, Service or any portion thereof, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Noonlight or its licensors, except for the licenses and rights expressly granted in these Terms.

Except to the extent permitted by law, you may not perform, attempt to perform, or encourage or assist others in performing any of the following while accessing or using the Service: (1) use, display, mirror, or frame the Service or any individual element within the Service, including the layout and design of any page, without Noonlight’s express written consent; (2) use Noonlight’s name, any Noonlight trademark or logo, or any Noonlight proprietary information without our express written consent; (3) access or tamper with non-public areas of the Service, Noonlight’s computer systems; (4) test the vulnerability of any Noonlight system or breach any security or authentication measures; (5) circumvent any technological measure implemented by Noonlight or any of Noonlight’s providers or any other third party (including another user) to protect the Service; (6) access the Service or Noonlight Content through the use of any mechanism other than through the use of the Service or API; or (7) modify, decompile, disassemble, reverse engineer, tamper with, or otherwise attempt to derive the source code of any software that Noonlight provides to you or any other part of the Service.

6. NOONLIGHT’S RIGHTS

“Noonlight Content” includes any photos, images, graphics, video, audio, data, text, comments, software, works of authorship of any kind, and other information, content, or other materials that are posted, generated, provided, or otherwise made available through the Service. Noonlight Content, the Service, and its underlying technology are protected by copyright, trademark, patent, intellectual property, and other laws of the United States and foreign countries. We reserve all rights not expressly set forth in these Terms.You agree not to remove, change or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Service. Our logos and any other Noonlight trademarks that may appear on the Service, and the overall look and feel of the Service, including page headers, graphics, icons, and scripts, may not be copied, imitated or used, in whole or in part, without our prior written permission. Other trademarks, product, and service names and company names or logos mentioned on the Service are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder.

7.FEATURES OF THE SERVICE

If you subscribe to our Service, we will share information with relevant public safety authorities, such as police, fire, EMS and other emergency responders. The Service includes a number of features which may or may not be available to you depending on which features you elect and which you subscribe to use. Some of the Service features require Software to be installed on the devices that the features apply to. This section identifies some of the types of features that are part of the Service, and that may be available for you to use or pay or subscribe to use, along with important information about those features.

Our Service provides twenty-four hour a day, seven days a week support to get users help in an emergency.

There are location information features that are designed to collect and share location information about you.These features may not work if the device and corresponding settings to allow the collection and sharing of information and location information are not enabled. In addition, the features may not work for a variety of reasons, such as if the device using our Service is not powered on and connected to the wireless service provider’s network (e.g., it will not work if the phone is connected to a wi-fi network or cellular data connection), if location services are turned off, if the Service is not being used or is blocked on the device, etc. If you use features designed to collect and share location information, the Service will periodically access and collect information about your device and location (such information will be Noonlight Content under this Agreement). By using the features designed to collect and share information, you represent and warrant that you have consented, to use the service and to allow it to access and collect such information.

AutomaticCrash Response

The Automatic Crash Response service includes vehicle occupant protection features, which (where available and when enabled by you) may help detect automobile crashes. Please do not use the vehicle occupant protection features in away that distracts you while driving, or that interferes with your ability to follow traffic laws. The vehicle occupant protection features will periodically access and collect information about your phone and driving activity that can be detected by the phone, including your location, the use and movement of the phone, the speed of your motor vehicle, etc. (such information will be Noonlight Content under this Agreement). The vehicle occupant protection features may collect this information for any motor vehicle that you are in, even if you are not the driver. If you do not have permission from the driver to collect this information, please be sure to deactivate the vehicle occupant protection features. By using the vehicle occupant protection features in a motor vehicle, you represent and warrant that you are the driver and have consented, or that have obtained consent from the driver, to use the vehicle occupant protection features and to allow them to access and collect such information. When you use vehicle occupant protection features and the corresponding Software is installed on your phone, the features may help to detect automobile crashes when you are in an automobile and your phone is with you. Your phone must be powered on and properly functioning for the vehicle occupant protection features to work. If a crash is detected, the vehicle occupant protection features may prompt you to determine whether you need assistance, and it may utilize your phone to communicate with or call a Noonlight call center to help you seek assistance. The vehicle occupant protection features will collect your location information, and in the event of a potential crash, it may transmit that and other information to a Noonlight call center, third party service providers acting on behalf of Noonlight, who will contact emergency first responders to provide your exact location and get you help. By using or subscribing to the vehicle occupant protection features, you expressly consent to allow Noonlight or the Service to contact you or your phone by push notification, text message, or call, including through use of an automatic telephone dialing system. While the vehicle occupant protection features are designed to help you in the event of an automobile crash, it may not detect all crashes or be able to communicate with Noonlight call center inthe event of a crash. For example, the vehicle occupant protection features may not be able to detect a particular crash, hardware limitations may prevent crash detection, limitations or errors in the algorithms and processes used by vehicle occupant protection features may not function properly (including, without limitation, if the automobile is moving at a slow speed, or is stopped at the time of a crash), and crashes may not be detected if you are located outside of your wireless service coverage area for the phone that the Software for the vehicle occupant protection features is installed on or if your phone is otherwise not connected to your wireless service provider’s network (e.g., it will not work if the phone is connected to a wi-fi network or cellular data network). Other factors also may prevent accurate crash detection. The vehicle occupant protection features are NOT A REPLACEMENT FOR 911. In the event of a serious crash, or one that involves an injury, always dial 911 immediately.

Although it has taken what it believes to be commercially reasonable efforts to design helpful vehicle occupant protection features, to the extent permitted by law NOONLIGHT MAKES NO WARRANTIES, EXPRESS OR IMPLIED, ABOUT THE OPERATION, PERFORMANCE, AVAILABILITY, OR RESULTS OF THE AUTOMATIC CRASH RESPONSE SERVICE, INCLUDING (WITHOUT LIMITATION) THAT THE VEHICLE OCCUPANT PROTECTION FEATURES WILL: SUCCESSFULLY DETECT CRASHES, COMMUNICATE WITH YOU OR A NOONLIGHT CENTER IN THE EVENT OF A CRASH, OR CONTACT ANY ROADSIDE ASSISTANCE SERVICE. NOONLIGHT IS NOT LIABLE FOR THE ACTIONS OR INACTIONS OF ANY USER, EMERGENCY RESPONDER, ROADSIDE ASSISTANCE PROVIDER, OR ANY OTHER THIRD PARTY. Some jurisdictions do not allow for the disclaimer of certain warranties, so the disclaimers above may not apply to you.

8. NO GUARANTEE

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PRIVACY, SECURITY, ACCURACY, TIMELINESS, QUALITY, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NOONLIGHT OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, NOONLIGHT, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT: (I) THE SERVICE OR RESULTS THAT ARE OBTAINED FROM USE OF THE SERVICE (E.G., DATA, INFORMATION, LOCATION, CRASH DETECTION OR REPORTING, EMERGENCY ASSISTANCE, ETC.) WILL BE ACCURATE, RELIABLE, ERROR-FREE OR CORRECT; (II) THE SERVICE OR RESULTS THAT ARE OBTAINED FROM USE OF THE SERVICE WILL MEET YOUR REQUIREMENTS; (III) THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, TIMELY, UNINTERRUPTED OR SECURE; (IV) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (V)THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCHDOWNLOAD OR YOUR USE OF THE SERVICE.

NOONLIGHT DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND NOONLIGHT WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

If you live in a state that do not allow for the disclaimer of certain warranties, the disclaimers above may not apply to you.

9. INDEMNITY

You will indemnify and hold harmless Noonlight or its officers, directors, employees, affiliates, agents, licensors, and contractors from and against any claims, suits, actions, demands, disputes, allegations, or investigations brought by any third party, governmental authority, or industry body, and all liabilities, damages, losses, costs, and expenses, including without limitation, reasonable attorneys’ fees, arising out of or in any way connected with (i) your access to or use of the Service, (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties herein, (iii) your violation of any law or the rights of a third-party, (iv) your violation of any applicable law, rule or regulation, or (v) any other party’s access and use of the Service with your unique username, password or other appropriate security code.

10. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NOONLIGHT,ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL NOONLIGHT BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOONLIGHT ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS,OMISSIONS, MISTAKES, OR INACCURACIES FROM THE SERVICE OR RESULTS THAT ARE OBTAINED FROM USE OF THE SERVICE (E.G., DATA, INFORMATION, LOCATION, CRASH DETECTION OR REPORTING, EMERGENCY ASSISTANCE, ETC.); (II) PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OURSERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS,VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY;AND/OR (VIII) ANY ACTION OR INACTION OF THIRD PARTIES. IN NO EVENT SHALL NOONLIGHT, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU OR ANY USER FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO NOONLIGHT HEREUNDER IN THE SIX MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR $100.00, WHICHEVER IS GREATER. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF NOONLIGHT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

11. ALERTS AND NOTIFICATIONS

As part of your use of the Service, you may receive notifications, text messages, alerts, emails, and other electronic communications. You agree to the receipt of these communications. You can control many communications from the Service by using your account or device preference settings. We may need to provide you with certain communications, such as service announcements and administrative messages. You are responsible for any messaging or data fees you may be charged by your wireless carrier. Any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that the communication be in writing.

12. GOVERNING LAW AND DISPUTE RESOLUTION

PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

These Terms of Use will be governed by and construed in accordance with the laws of Missouri, excluding its conflict of law principles. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of these Terms of Use shall continue in full force and effect.

ANY AND ALL CLAIMS, DISPUTES, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THESE TERMS OF USE, OR BREACH THEREOF (EXCEPT FOR ANY INTELLECTUAL PROPERTY CLAIMS), SHALL BE SETTLED BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES. ARBITRATION SHALL PROCEED SOLELY ON AN INDIVIDUAL BASIS WITHOUT THE RIGHT FOR ANY CLAIMS TO BE ARBITRATED ON A CLASS-ACTION BASIS OR ON BASES INVOLVING CLAIMS BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF OTHERS. IF THIS CLASS-ACTION WAIVER IS DEEMED INVALID OR UNENFORCEABLE, THEN THIS ENTIRE ARBITRATION PROVISION SHALL NOT APPLY. BY AGREEING TO ARBITRATE, YOU AGREE WITH NOONLIGHT TO GIVE UP YOUR RESPECTIVE RIGHTS TO HAVE CLAIMS, DISPUTES, AND CONTROVERSIES ARISING OUT OF OR RELATING TO THESE TERMS OF USE, OR BREACH THEREOF (EXCEPT FOR ANY INTELLECTUAL PROPERTY CLAIMS), HEARD AND DECIDED IN A COURT OF LAW AND DECIDED BY A JURY. BY AGREEING TO ARBITRATE, YOU AGREE WITH NOONLIGHT TO ALSO WAIVE YOUR RIGHT TO BRING A CLAIM AS A PLAINTIFF OR A CLASS MEMBER IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. ARBITRATION SHALL BE CONDUCTED BEFORE A PANEL OF THREE ARBITRATORS, SELECTED PURSUANT TO THE AAA’S ARBITRATOR SELECTION PROCESS. THE ARBITRATORS SHALL DECIDE ANY ISSUES REGARDING ARBITRABILITY AND THE ENFORCEABILITY OF THIS ARBITRATION PROVISION. YOU AGREE WITH NOONLIGHT THAT ANY ARBITRATION SHALL BE BROUGHT IN SAINT LOUIS COUNTY, MISSOURI. YOU AGREE WITH NOONLIGHT THAT JUDGMENT ON THE AWARD RENDERED BY THE ARBITRATORS MAY BE ENTERED IN ANY COURT HAVING JURISDICTION THEREOF. YOU AGREE THAT THE ENFORCEABILITY OF THIS ARBITRATION PROVISION SHALL BE GOVERNED BY THE FEDERAL ARBITRATION ACT (“FAA”), 9 U.S.C. § 1, ET SEQ. AND THE LAW OF THE STATE OF MISSOURI. YOU AGREE WITH NOONLIGHT THAT EXCEPT AS MAY BE REQUIRED BY LAW, NEITHER YOU NOR NOONLIGHT MAY DISCLOSE THE EXISTENCE, CONTENT, OR RESULTS OF ANY ARBITRATION HEREUNDER WITHOUT THE PRIOR WRITTEN CONSENT OF THE OTHER. THE ARBITRATORS’ DECISION IS FINAL AND BINDING, EXCEPT FOR ANY RIGHT OF APPEAL PROVIDED BY THE FAA. YOU AGREE WITH NOONLIGHT THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THE FOREGOING ARBITRATION PROVISION AND CLASS-ACTION WAIVER.

You may only resolve Disputes with Noonlight on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, classactions, private attorney general actions, and consolidation with other arbitrations are not allowed under this Agreement. Except as otherwise required by applicable law, in the event that the agreement to arbitrate is found not to apply to you or your claim, you and Noonlight agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of St.Louis, Missouri. Both you and Noonlight consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Service must be filed within one (1) year after such claim or cause of action arose, or else that claim or cause of action will be barred forever. You and Noonlight agree to resolve any Disputes through final and binding arbitration.

13. ADDITIONAL INFORMATION ABOUT THE SERVICE

This section contains additional policies and information about the Service and Service features including geographic coverage information, billing policies, and pricing and payment terms.

A. Geographic Coverage.

The Service is designed for residents of the contiguous U.S., Alaska, and Hawaii, though some features of the Service may not work in areas outside the wireless service coverage area for the phone that the Software is installed on. Noonlight makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations.

B. Billing Policies.

If you elect to use features of the Service that have charges or subscriptions (“Subscription Features”) you agree to the pricing and payment terms and that we may update them from time to time. Noonlight may add new features for additional fees and charges, or amend fees and charges for existing services, at any time in its sole discretion. Any change to our pricing or payment terms shall become effective in the billing cycle following notice of such change to you as provided in this Agreement.

C. Pricing and Payment Terms

i. Subscription/access fees are payable in advance.‍

All subscription and access charges for the Subscription Features are payable in advance. Noonlight is not responsible for any charges or expenses you incur resulting from charges billed by Noonlight in accordance with this Agreement. By providing a credit card number or other payment method with advance authorization features (e.g. some PayPal accounts, or in-app payments such as from third parties like Apple or Google), you authorize Noonlight to continue charging the payment method for all charges due Noonlight until your account is settled and your subscription is terminated by either you or Noonlight. Noonlight reserves the right to limit the number of accounts that may be charged to a credit card or other payment or identification method per unique user.

ii. Subscription accounts may have a trial period.

After initial registration of certain Subscription Features, you may be given an initial trial period beginning with your first login to your account or use of the Service. You may cancel your account at any time during the trial. If you want to change your account type, you may do so at any time (either before or after the trial period). You are limited to one trial per person (credit card or other unique payment or identification method) for any 12-month period. If you do not cancel your account during the trial, you will be charged based on the account type you selected during registration. To cancel a subscription to a Subscription Feature please see the support section of Noonlight.com.

iii. Payment methods.

Noonlight accepts in-app payments such as from third parties like Apple or Google. Noonlight requires that you provide the security code for your debit or credit card to help protect against the unauthorized use of your card by other persons. In the event that Noonlight is unable to charge the card you have provided (e.g., expired credit card), Noonlight will send you a notice to update your card information. If the account is not updated within a reasonable period of time, Noonlight may terminate your subscription.

iv. Pricing Changes

Prices for Subscription Features may change from time to time, in Noonlight’s sole discretion. If they do, and you currently have Subscription Features, Noonlight will provide you with notice of any change that increases your cost through the Service or in email to you, at Noonlight’s option, at least 30 days before the change is to take effect. Your continued use of the Subscription Features after price changes become effective constitutes your agreement to pay the changed amount. If you do not agree to the new prices, please see the support section of Noonlight.com to cancel your subscription. You (and not Noonlight) are responsible for any charges or fees payable to third parties in connection with the Service, such as ambulances, municipal alarm charges, or other emergency responders.

D. No Refunds

You may cancel your account at any time; however, there are no refunds for any unused time on a subscription, any license or subscription fees for any portion of the Service, any content or data associated with your account, or for anything else. Upon cancelling any Subscription Features, your subscription will be valid until your paid period is completed.

E. Security

Noonlight cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

F. Assignment

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Noonlight without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

G. Notification Procedures and Changes to the Agreement.

Noonlight may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website or mobile application or text message, as determined by Noonlight in our sole discretion. Noonlight reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. Noonlight is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. Noonlight may, in its sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the bottom of this page. Your continued use of the Service after any such change constitutes your acceptance of the new Terms of Use. If you do not agree to any of these terms or any future Terms of Use, do not use or access (or continue to access) the Service.

H. Entire Agreement/Severability

This Agreement, together with any amendments and any additional agreements you may enter into with Noonlight in connection with the Service, shall constitute the entire agreement between you and Noonlight concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.

I. No Waiver

No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Noonlight’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.

J. Contact.

Please contact us through the support section of Noonlight.com with any questions regarding this Agreement. This Agreement was last modified on November 13, 2018.